EQUOTION LIMITED TERMS AND CONDITIONS OF APP/PORTAL USE
PLEASE READ THESE TERMS CAREFULLY AS THEY SET OUT THE CONDITIONS ON WHICH YOU CAN USE, AND THE LIMITATIONS OF, THE EQUOTION APP/PORTAL. YOUR ATTENTION IS PARTICULARLY DRAWN TO CLAUSES 10 AND 11 WHICH REQUIRE YOU TO INDEMNIFY EQUOTION LIMITED IN CERTAIN CIRCUMSTANCES AND WHICH LIMIT THE EXTENT OF EQUOTION LIMITED’S LIABILITY TO YOU. THESE TERMS ARE THE BASIS OF A BINDING CONTRACT BETWEEN YOU AND EQUOTION LIMITED.
1.
Definitions
and interpretation
1.1.
The
following words have the following meanings:
Application Form the paper or online application form submitted by the
User as their request to use the Service
Business Day a day between Monday and Friday, inclusive, on which
clearing banks in the City of London are open for business to the public
EQN the Equotion Horse Racing Prediction System software developed by Equotion
Limited
ISP internet service provider
App/Portal the Equotion Limited provided and supported website App and Portal
provided as part of the Services
Services provision of the App/Portal and availability through it of
tools and information to allow the User to generate obtain information on horse
racing
Service Fees The fees payable by the User for the Services set by Equotion
Limited in accordance with clause 3.2
Terms these terms, as they may be revised from time to time by Equotion
Limited in accordance with clause 2.2
User the person(s) named in the Application as the User
1.2.
References
to any statute or statutory provision will, unless the context otherwise
requires, be construed as a reference to that statute or statutory provision as
from time to time amended, consolidated, modified, extended, re-enacted or
replaced.
1.3.
Use
of the singular includes the plural and vice versa.
1.4.
Use
of any gender includes the other genders.
1.5.
The
index and headings are included for convenience only and do not affect the
construction of these conditions.
1.6.
Any
reference to persons includes natural persons, partners, partnerships,
companies, corporations, associations, organisations, governments, states,
foundations and trusts (in each case whether or not having separate legal
personality).
2.
Application
of terms and conditions
2.1.
Equotion
Limited is under no obligation to provide the Services until the User's
Application has been approved by Equotion Limited, the User has paid Service
Fees due, if applicable, and Equotion Limited has supplied login details to the
User. The User's submission of an Application form and use of login details to
gain access to the Portal constitutes an acceptance of these Terms to the
exclusion of all other terms and conditions. These Terms govern the User's use
of the Services and apply to the exclusion of any other terms and conditions,
whether supplied before or after the User's Application or use of the Service,
unless expressly agreed in writing by a director of Equotion Limited.
2.2.
Equotion
Limited may amend these Terms by giving the User 28 days' notice on the Portal
or by e-mail or letter to the User. If the User does not accept such
amendments, it may terminate its use of the Services, and qualify for a
pro-rata refund of Service Fees by notifying Dicopsys Limited in writing during
such 28 day period. Any use of the Services after notification of the
amendments and their coming into force will constitute the User's acceptance of
such revised terms.
2.3.
The data provided through the App/Portal is for the User’s
personal use in selecting and betting on UK horse racing. All rights are
reserved. Equotion Ltd retains the IP to any and all data provided on the site,
site design and application functionality and provides its subscribers with a limited
personal use license to access the data through the App/Portal.
2.4.
The User is not permitted to collate or download data from the
site onto any local device in any way. The data is only to be used within the
site and for the User’s personal use.
2.5.
Commercial use of the App/Portal
and data presented strictly prohibited. The authorised User may use the
information provided by the App/Portal to select bets on UK horse racing. No syndication,
subscription or third party resale of data is permitted.
2.6. The User is advised that the data should only be used when betting
on an exchange type of betting fund. Using data provided by the App/Portal with
traditional bookmakers may result in your account being frozen or discontinued.
The winning profile of the App/Portal is incompatible with most bookmakers
business models and it is not unusual for Users to have their accounts
suspended following substantial wins.
2.7. The User agrees that they will not and will not knowingly allow
any other party, to publish data provided by the App/Portal onto any medium
whatsoever. This includes (not exclusively) social media, written media, radio,
television and web sites.
2.8. The User warrants that they are a sophisticated investor, able to
understand the risks involved in betting on horse races. The User further
acknowledges that they will not hold Equotion Limited responsible for any
damage or losses incurred using the information provided through the App/Portal.
2.9.
Any User found to be acting as a tipster (paid or unpaid)
utilising the App/Portal data will have their account frozen and we will act to
recover any and all earnings made by that User using App/Portal information.
The information is for the User’s eyes only and not to be shared under any
circumstances.
3.
Service
Fees and other payments
3.1.
The
User will pay the Service Fees, if applicable, for access to and use of the
Services. Payment of Service Fees must be made in advance by credit/debit card,
Direct Debit, or bank transfer. Equotion Limited will issue a VAT invoice where
requested.
3.2.
Service
Fee rates will be reviewed annually and the User will be notified of any change
by email or through the Portal.
3.3.
Equotion
Limited may in its absolute discretion make provision of the Services subject
to payment of a deposit or the provision of other security satisfactory to Equotion
Limited in such amount as Equotion Limited considers necessary to cover the
potential claims against Equotion Limited arising out of the User's use of the
Services.
3.4.
Time
for payment is of the essence, and no payment is deemed to have been received
until Equotion Limited receives cleared funds. The User must make all payments
due under these terms without any deduction whether by way of set-off,
counterclaim, discount, abatement or otherwise. If the User does not pay Equotion
Limited any sum due under these terms the User must pay interest to Equotion
Limited on that sum from the due date for payment at the annual rate of 3%
above the base lending rate from time to time of Barclays Bank PLC. Interest
accrues on a daily basis until payment is made, whether before or after any
judgment.
3.5.
All
payments payable to Equotion Limited under this agreement become due
immediately upon its termination despite any other provision.
4.
Duration,
renewal and cancellation
4.1.
The
User's subscription to the Services will be renewable annually. Unless the User
notifies Equotion Limited at least a subscription period prior to the next
renewal date, the subscription will automatically renew for a further subscription
period, be that weekly, monthly, quarterly, or annually, on the basis of the
then applicable Service Fees.
4.2.
Equotion
Limited may decline to renew a Users' subscription at its discretion.
4.3.
The
User may cancel their subscription to the Services at any time. Services will
be withdrawn at the end of the existing subscription period.
4.4.
As
Equotion Limited is providing Services no physical goods are involved and there
is no returns policy.
5.
Provision
of the Service
5.1.
Equotion
Limited will issue login details for the App/Portal to the User; it is the
User's responsibility to ensure that such login details are kept secure,
confidential and not disclosed to third parties. The User accepts full
responsibility and liability for any use of the System using its login details.
Equotion Limited has the right to disable any login at any time, if in Equotion
Limited's opinion the User has failed to comply with any of the provisions of
these Terms. The User must notify Equotion Limited immediately if it suspects
that its login details have been compromised.
5.2.
The
User may access the App/Portal and Use
the Service to:
5.2.1.
Obtain
data from the App/Portal to assist horse racing bet selection
5.2.2. Review performance statistics
5.3.
Equotion
Limited may make use of the Service subject to fair use limitations and to
suspend the User's access to the Services or charge additional Service Fees if
such limits are exceeded.
6.
Equotion
Limited warranties and Service limitations
6.1.
Equotion
Limited warrants that:
6.1.1.
it
will, subject to clause 6.2 below, permit the User access to the App/Portal and the functions made available on it;
6.1.2.
it
will use industry-standard technology to restrict access to the App/Portal and the Service to authorized Users of the
Service only; and
6.1.3.
it
will use reasonable endeavours to provide accurate information to the User in
the course of the Service and will correct any errors identified within a
reasonable time; and
6.1.4.
all
other warranties, conditions and other terms implied by statute or common law
which relate to the Equotion Limited 's obligations under these Terms are, to
the fullest extent permitted by law, excluded from these Terms.
6.2.
The
User acknowledges and accepts that computer and telecommunication systems are
not fault free and may from time to time require a period of downtime (being
periods during which the Service is not available) for the purposes of repair,
maintenance and upgrading or otherwise. Equotion Limited does not guarantee
uninterrupted availability of the Service and the User will have no claim for
breach of contract or otherwise in respect of any such period of
unavailability.
6.3.
Any
information, recommendation or guidance provided by Equotion Limited or other Users
of the Service regarding third parties, third party website content is provided
in good faith but no warranty or representation is made by Equotion Limited or
by other Users of the Service in these terms or otherwise as to its
suitability, accuracy or completeness and the same is accepted or acted upon by
the User at its own risk; the User is responsible for doing its own due
diligence into such matters. Equotion Limited is not able to provide legal
advice as part of the Service and the User is also responsible for taking its
own legal advice on Infringements and the steps to be taken to deal with the
same.
6.4. The User accepts that the data made available by the App/Portal is
provided to help them make informed decisions about horse racing and which bets
to place and when. Equotion Limited make no warranty about the accuracy of the
data and hereby make clear that past performance is no guarantee of future
results. The User accepts that whilst Equotion Limited will do everything in
its power to increase the chances of returns, this is still gambling and there
will be occasions where losses are incurred.
6.5.
Equotion Limited accept no responsibility for any losses incurred
and provide no guarantees or warranties about the future accuracy of their data.
Any statistics provided are retrospective in nature and Equotion Limited cannot
be held responsible for any failure to continue to deliver in line with these
statistics in the future.
7.
Confidentiality
7.1.
Equotion
Limited will have the right to disclose the User's identity to any third party
who is claiming that any use of the Service by the User breaches any of these
Terms.
7.2.
Subject
to the provisions of clause 7.3 below, the User will not use, or disclose to
any person other than the User's professional representatives or advisers
acting under a duty of confidentiality, any information:
7.2.1.
concerning
the operation of App/Portal or the
Service;
7.2.2.
derived
from the App/Portal or use of the Service including details of
other Users or other third parties without obtaining the prior written approval
of Equotion Limited to the content and the manner of use or disclosure.
7.3.
The
provisions of clause 7.2 do not apply to:
7.3.1.
any
announcement or disclosure required to be made by law;
7.3.2.
any
information which is or becomes generally available to the public other than as
a result of disclosure by the User; or
7.3.3.
any
information which is, was or becomes available to the User otherwise than pursuant
to this agreement and free of any restrictions as to its use or disclosure.
7.4.
The
provisions of this clause 8 will continue to apply notwithstanding termination
of this agreement.
8.
Data
Protection
8.1.
The
User warrants that any information which is supplied to Equotion Limited in the
course of use of the Service which is the subject of any data protection or
privacy laws (including without limitation the Data Protection Act 1998) is
provided in accordance with such laws.
8.2.
The
User acknowledges that information supplied under clause 8.1 will include the
identity and contact information concerning the User and that such information
will be accessible to other users of the Service. The User consents, or will
obtain the express written consent of the individual(s) concerned, to such
processing of such information by Equotion Limited.
8.3.
Any
information provided to Equotion Limited in the course of use of the Service
will be held by Equotion Limited as the Data Controller in accordance with the
Data Protection Act 1998 and processed only for the purpose of provision of the
Service to the User and other users of the Service.
9.
Indemnity
9.1.
The
User shall indemnify and hold Equotion Limited harmless from and against all
liabilities, losses, damages, costs and expenses (including legal fees
incurred) in relation to any claims, charges, proceedings or actions made or
brought by any person (whether in contract tort or under criminal law) against Equotion
Limited as a result of the provision of the Services to the User by Equotion
Limited or their use by the User. Without prejudice to the generality of the
foregoing, such indemnity will apply in relation to any claim made against Equotion
Limited (whether or not the claim is also made against the User).
9.2.
Equotion
Limited will promptly inform the User of a claim which it considers is covered
by the indemnity in clause 9.1 and will consult with the User regarding Equotion
Limited's response to such claim. The User will at its own expense give Equotion
Limited such assistance as Equotion Limited reasonably requires to deal with
such claim. Equotion Limited may (but is not obliged to) give the User control
over any proceedings or negotiations relating to such claim in which case Equotion
Limited will (subject to the indemnity in clause 19.1), give the User such
assistance as the User reasonably requires to deal with such claim
9.3.
In
this clause 10, a reference to Equotion Limited includes Equotion Limited's
directors, employees, sub-contractors and/or agents.
10.
Limitation
of liability
10.1.
Subject
to condition 10.2, the following provisions of this clause 10 set out the
entire financial liability of Equotion Limited (including any liability for the
acts or omissions of its employees, agents and subcontractors) to the User in
respect of:
10.1.1. any
breach of these Terms; and
10.1.2. any
representation, statement or tortious act or omission including negligence
arising under or in connection with the Service.
10.2.
Nothing
in these conditions excludes or limits the liability of Equotion Limited for
death or personal injury directly caused by Equotion Limited's negligence or
for fraudulent misrepresentation.
10.3.
Subject
to clause 10.2:
10.3.1. Equotion
Limited 's total liability in contract, tort (including negligence or breach of
statutory duty), misrepresentation, restitution or otherwise, arising in
connection with the performance or contemplated performance of the Services is
limited to £1,000 (one thousand pounds) per annum; and
10.3.2. Equotion
Limited is not liable to the User for any:
10.3.2.1.
pure
economic loss,
10.3.2.2.
loss
of profit,
10.3.2.3.
loss
of business,
10.3.2.4.
depletion
of goodwill
(in each case whether direct, indirect or consequential) or any claims for
consequential compensation whatsoever and however caused which arise out of or
in connection with the Services.
10.4. Equotion Limited accept no responsibility for any losses incurred and provide no guarantees or warranties about the future accuracy of their data. Any statistics provided are retrospective in nature and Equotion Limited cannot be held responsible for any failure to continue to deliver in line with these statistics in the future
11.
Termination
Without
prejudice to any other rights that have accrued under this agreement or any of
its rights or remedies, Equotion Limited may terminate the User's subscription
to Equotion Limited’s systems and cease provision of the Services without
incurring liability to the User, immediately (or following such notice period
as it sees fit), by giving notice to the User if:
11.1.
the
User fails to pay any amount due these terms on the due date for payment;
11.2.
the
User commits a material breach of any term of this agreement and (if such
breach is remediable) fails to remedy that breach within a period of 14 days
after being notified to do so;
11.3.
the
User acts in a manner which in the reasonable opinion of Equotion Limited is
inconsistent with the interests of other Users or is likely to damage the
reputation of Equotion Limited or the effectiveness of the Service;
11.4.
the
User ceases or threatens to cease to carry on business or proposes to compound
with its creditors, applies for an interim order under section 254 Insolvency
Act 1986 or has a bankruptcy petition presented against it, enters into
voluntary or compulsory liquidation, has a receiver, administrator or
administrative receiver appointed over all or any of its assets, or takes or
suffers any similar action in any jurisdiction.
12.
Assignment
12.1.
The
User may not assign or transfer its rights or obligations under these Terms
without the prior written consent of Equotion Limited.
12.2.
Equotion
Limited may assign its rights and obligations under these Terms or any part of
it to any person by notice to the User posted on the Portal.
13.
Notices
13.1.
Any
notice under these Terms shall be valid if sent by e-mail to:
13.1.1. the
User: email address as specified in the User's profile in the App/Portal
13.1.2. Equotion
Limited: admin@equotion.com
14.
General
14.1.
Each
right or remedy of Equotion Limited under these terms is without prejudice to
any other right or remedy of Dicopsys Limited whether under these terms or not.
14.2.
If
any provision of these terms is found by any court, tribunal or administrative
body of competent jurisdiction to be wholly or partly illegal, invalid, void,
voidable, unenforceable or unreasonable it will to the extent of the
illegality, invalidity, voidness, voidability, unenforceability or
unreasonableness be deemed severable and the remaining provisions of these
terms and the remainder of such provision will continue in full force and
effect.
14.3.
Failure
or delay by Equotion Limited in enforcing or partially enforcing any provision
of these terms will not be construed as a waiver of any of its rights under
these terms.
14.4.
Any
waiver by Equotion Limited of any breach of, or any default under, any
provision of these terms by the User will not be deemed a waiver of any
subsequent breach or default and will in no way affect the other terms of these
terms.
14.5.
Equotion
Limited and the User do not intend that any term of these terms will be
enforceable by virtue of these terms s (Rights of Third Parties) Act 1999 by
any person that is not a party to it.
14.6. The formation, existence, construction, performance, validity and all aspects of these terms will be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.